This was the first use of the Kyalami circuit near Johannesburg in a World Championship Formula One race. There were some changes in the driver line-ups: John Surtees was driving for Honda, Graham Hill had switched to Lotus, his place at BRM was taken by Mike Spence and Pedro Rodríguez was on trial for Cooper.
Denny Hulme led Jack Brabham away from the start, but the Australian soon spun, handing second place to Surtees, but by lap 21 had managed to regain second. Further down the field, Rhodesian privateer racer John Love reached third place in a four-cylinder Cooper Climax. On lap 41, Brabham retired, followed by Dan Gurney on lap 44. On lap 59, Hulme had to pit for more brake fluid, handing the lead to Love. His drive was halted as with just seven laps left he had to pit to take on more fuel. Rodríguez took his first win in Formula One for Cooper from Love in second place and Surtees in third.